Worth reading
29Immaterial
Scored from 4 of 5 sectionsDirection
Mixed performance
Direction inferred from the company’s description.Scale
1015984
Reverse stock split of shares into 1 shareWording
Conditional
How definitive the wording is.Details of issuance or disposal
Share consolidation, abolition of provisions on the number of shares constituting one unit, and partial amendments to the Articles of Incorporation
発行・処分する株式数
Consolidation of 1,015,984 of the Company's shares into 1 share
Offering structure
Major shareholders after the offering
有限会社斉藤ホールディングス and Saito Akio (齋藤昭生) only, as scheduled
Stock Split RatioShare consolidation ratio: 1,015,984 shares to 1 share; effective date: 23 June 2026 (scheduled)
Procedures under the Corporate Code of Conduct
A special committee consisting of 3 independent outside directors and independent outside Audit & Supervisory Board members was established, and an opinion that the transaction was fair to general shareholders was obtained on 18 February 2026. A share valuation report was obtained from Daiwa Securities as an independent third-party valuation institution. The resolution was unanimously approved by 3 directors with no conflicts of interest and subsequently reconfirmed by 6 directors; all 3 Audit & Supervisory Board members stated that they had no objection.
Impact on Business Performance
The impact of this share consolidation on business performance is not clear at this time.
| Item | Details |
|---|---|
| Type of issuance or disposal | Share consolidation, abolition of provisions on the number of shares constituting one unit, and partial amendments to the Articles of Incorporation |
| Number of shares to be issued or disposed of | Consolidation of 1,015,984 of the Company's shares into 1 share |
| Total number of issued shares | 8,439,947 shares before the effective date → 7 shares after the effective date |
| Stock Split Ratio | Share consolidation ratio: 1,015,984 shares to 1 share; effective date: 23 June 2026 (scheduled) |
| Procedures under the Corporate Code of Conduct | A special committee consisting of 3 independent outside directors and independent outside Audit & Supervisory Board members was established, and an opinion that the transaction was fair to general shareholders was obtained on 18 February 2026. A share valuation report was obtained from Daiwa Securities as an independent third-party valuation institution. The resolution was unanimously approved by 3 directors with no conflicts of interest and subsequently reconfirmed by 6 directors; all 3 Audit & Supervisory Board members stated that they had no objection. |
| Major shareholders after the offering | 有限会社斉藤ホールディングス and Saito Akio (齋藤昭生) only, as scheduled |
| Impact on Business Performance | The impact of this share consolidation on business performance is not clear at this time. |
Items this document does not state (21)
Issue price and disposal priceTotal issue valueAmount of funds to be raisedEstimated issuance expensesSpecific use of fundsPayment dateIntended allotteeIntended allottee's holding policyDilution RateBasis for determining the amount to be paidExercise priceExercise periodNumber of Stock Acquisition RightsTransfer restriction periodConditions for lifting transfer restrictionsReason for acquisition without considerationCategories and Number of Persons CoveredTotal Stock-Based CompensationUnderwriter / lead underwriterOverallotmentMost recent equity financing
These are items the company does not state in this document. We do not leave them blank, nor fill them in from other sources or by inference.
The reasons the company gives
The company's own explanation, not something inferred from the numbers.To make the shares held by shareholders other than the tender offeror fractional shares of less than 1 share, thereby making the Company a wholly owned subsidiary and taking it private with only the tender offeror and Saito Akio (齋藤昭生) as shareholders. The share unit system will be abolished because the total number of issued shares will be 7 after the consolidation, eliminating the need to establish a share unit.
How to read this page
This is not the documentKomori reads the disclosure the company filed and writes this summary. Figures are as stated by the company and are not audited.
Weight is not a verdictIt measures how much this changes what the company had already told the market. It is not a view on the shares.
Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.